<h2 mat-dialog-title>Terms & Conditions</h2>

<mat-dialog-content>
    <p>These terms apply to all users as of 14th of April 2023.</p>

    <h3>Scope</h3>
    <p>
        These General Terms of Service (“Terms”) will be applied to an agreement between AINIRO.IO Ltd, a
        Cypriot company, and a customer (“Customer”)
        to whom AINIRO.IO provides cloud-based infrastructure and software services for the Customer's
        commercial purposes (“Service”). In these Terms, AINIRO.IO and Customer are referred to jointly
        as the “Parties” and individually as a “Party”. The Parties expressly acknowledge that the
        Service is neither intended nor fit for use by consumers.
    </p>

    <h3>Agreement documents</h3>

    <p>
        An agreement is formed between the Parties when AINIRO.IO receives an appropriately filled-in
        registration or order form (“Order”) which the Customer has submitted through a registration
        and/or purchasing procedure on AINIRO.IO's website under the domain ainiro.io. In connection
        with the registration
        procedure the Customer will create a service account. Any referral herein to “Agreement”
        includes the Order, service descriptions attached or referred to in the Order, the service
        level agreement (“SLA”), the acceptable use policy (“AUP”) and these Terms. The SLA and the
        AUP are available on AINIRO.IO's website under the domain ainiro.io.
    </p>

    <h3>Provision of service</h3>

    <p>
        AINIRO.IO shall provide the Customer with the Service, which is specified in the Order. If the
        provided Service differs from the specifications, AINIRO.IO shall correct the Service promptly
        after a notification by the Customer.
    </p>

    <h3>Service levels</h3>

    <p>
        AINIRO.IO shall offer compensation to the Customer for all unscheduled interruptions in the
        provision of the Service in accordance with the SLA in force. In such cases, AINIRO.IO will add
        free trial days to your subscription, not give a refund.
    </p>

    <h3>Support</h3>

    <p>
        AINIRO.IO shall provide the Customer's administrative users with technical support with respect
        to the Service through the means described under the Support page on AINIRO.IO's website under
        the domain ainiro.io.
        Contact details and service hours are provided on AINIRO.IO's website under the domain
        ainiro.io.
    </p>

    <h3>Access to Service Account</h3>

    <p>
        The Customer will be responsible for activities that occur under the Customer's service
        account, including actions taken by the Customer's employees and other representatives
        (“User”) as well as their compliance with user instructions and the AUP. The Customer must
        promptly notify AINIRO.IO if the Customer suspects that an unauthorised third party is using,
        or
        may have access to, the Service or the Customer's service account.
    </p>

    <h3>Third-party software</h3>

    <p>
        The Customer must comply with third-party software license terms if the use of such software
        is offered by AINIRO.IO for the provision of the Service, or if such software is obtained and
        uploaded in the Service by the Customer, with AINIRO.IO's separate instructions.
    </p>

    <h3>Paid subscriptions and free trials</h3>

    <p>
        The Service and the prices for the Service (“Service Fee”) are described in the service
        descriptions available on AINIRO.IO's website under the domain ainiro.io. AINIRO.IO may
        from time to time offer trials of the
        Service for a specified period without payment. AINIRO.IO reserves the right, in its sole
        discretion, to determine Customer's eligibility for a free trial and, subject to applicable
        laws, to withdraw or to modify an offer trial at any time without prior notice and with no
        liability, to the greatest extent permitted under the law. For a free trial of the Service,
        AINIRO.IO may require Customer to provide payment details to start the trial. At the end of
        such
        trial, AINIRO.IO may automatically start to charge the applicable service fees for the Service
        immediately after the end of the free trial in accordance with Section Payment Terms and
        according to the price list on AINIRO.IO's website under the domain ainiro.io. The applicable
        subscription to the Service
        must be cancelled through Customer's account's subscription page, or the Service must be
        terminated in its entirety, before the end of the trial period in case Customer does not
        accept the applicable prices provided on AINIRO.IO's website under the domain ainiro.io.
        Customer shall ensure that the
        authorised Users use the Service in compliance with this Agreement. Misuse of the Service by
        Customer or any User may lead to termination of the Agreement or suspension or denial of
        access to the Service.
    </p>

    <h3>Right to use the Service and eligibility</h3>

    <p>
        Subject to due subscription to the Service and compliance with the Agreement, AINIRO.IO grants
        to
        Customer a non-exclusive, nontransferable and limited right to enter and use the Service and
        grant Users access rights to the Service.
    </p>

    <h3>External Back-Up Copies</h3>

    <p>
        The Customer is responsible for making appropriate back-up copies of the Customer Data (as
        defined below) stored in the Service. Such back-up copies shall be stored outside the
        Service.
    </p>

    <h3>Changes to the Service</h3>

    <p>
        AINIRO.IO is entitled to develop its services and business offerings. In case of a change in the
        Service, AINIRO.IO will notify the Customer in advance. If AINIRO.IO considers that a
        change will
        have a material effect in the Service, AINIRO.IO will notify the Customer at least 30 days
        before the change will be effected and reserve the Customer a possibility to terminate the
        Agreement.
    </p>

    <h3>Prices</h3>

    <p>
        The prices of the Service are specified in the Order. Unless otherwise agreed, AINIRO.IO charges
        the Customer in advance for each calendar month of the Service according to AINIRO.IO's price
        list which is valid at the time and is available on AINIRO.IO's website under the domain
        ainiro.io. Applicable value added
        tax and other duties will be added to the prices unless the prices are specified VAT
        inclusive.
    </p>

    <h3>Payment terms</h3>

    <p>
        AINIRO.IO shall charge for the Service on a monthly or annual subscription based model, where
        the payment
        method associated with the subscription becomes automatically deducted in advance for one
        month/year at the time. Invoices are made available on the Customer's service account. To avoid
        being continously billed for any Service, it is the Customer's responsibility to delete and
        destroy any services the Customer no longer wants to be billed for. The Customer will be offered the
        opportunity to pay annually for a discounted price. In these cases, the Service has a commitment
        period.
        This means the Customer will not be refunded if the Customer chooses to terminate the plan early. In
        such a case,
        the Customer retains the right to use the Service until the date the subscription should've been
        renewed. With a monthly plan,
        the Service does not have a commitment period. In case of termination, the subscription will be
        cancelled and the Customer
        retains the right to use the Service until the date the next payment should've been made, had the
        Service not been terminated.
    </p>

    <h3>Customer's obligations and rights</h3>

    <p>
        When subscribing to the Service, Customer shall provide true, accurate and complete
        information as prompted by the Order and update such information when required. Please note
        that this Agreement only covers the Service and the use thereof and any and all linked third
        party services and platforms are provided by the relevant third parties and covered by their
        terms of service or other agreement or license. AINIRO.IO does not assume any liability in
        regard to use of such third-party services and platforms, whether or not they are linked to
        the Service.
    </p>
 
    <h3>Use restrictions</h3>

    <p>
        Customer is not permitted and not entitled to permit the Users or any other parties to do any
        of the following:
    </p>

    <ul>
        <li>
            copy, redistribute, reproduce, record, transfer, perform or display to the public,
            broadcast, or make available to the public any part of the Service, or otherwise make
            any use of the Service which is not expressly permitted under the Agreement or
            applicable law or which otherwise infringes the intellectual property rights (such as
            copyright) in the Service or any part of it or any other intellectual property rights of
            third parties;
        </li>

        <li>
            use the Service in any manner that could damage, disable, overburden or impair the
            Service available through the Service;
        </li>

        <li>
            use any data mining, robots, scraping, or similar data gathering or extraction methods
            which is not expressly permitted under the Agreement;
        </li>

        <li>sign up for an account on behalf of someone else;</li>

        <li>
            use, sell, rent, transfer, license or otherwise provide anybody with the Service, except
            as provided herein without AINIRO.IO's written consent;
        </li>

        <li>interfere with other Customers' use and enjoyment of the Service;</li>

        <li>
            circumvent or try to circumvent any usage control or anti-copy functionalities of the
            Service;
        </li>

        <li>
            reverse engineer or decompile the Service or access the source code thereof, except as
            permitted by law;
        </li>

        <li>
            use the Service for transmitting any unauthorised advertising, promotional materials,
            junk mail, spam, chain letters, contests, pyramid schemes, or any other form of
            solicitation or mass messaging;
        </li>

        <li>use the Service in violation of applicable law;</li>

        <li>
            use the Service in ways that violate intellectual property rights, business secrets or
            privacy of third parties;
        </li>

        <li>
            use the Service to transmit any material that contains adware, malware, spyware,
            software viruses, worms or any other computer code designed to interrupt, destroy, or
            limit the functionality of computer software or equipment.
        </li>

    </ul>

    <h3>Customer Data</h3>

    <p>
        Customer data shall mean all Customer's data that a Customer or another party acting on
        Customer's behalf generates in or submits to the Service (“Customer Data”) or the data
        Customer submits to a third-party service or platform which might be accessed by the
        Service, subject to and on the basis of the permissions or consents Customer has granted.
        Customer agrees that AINIRO.IO does not assume any liability or responsibility in respect to
        any
        Customer Data, with the exceptions relating to Personal Data as set forth in Section Data
        Processing below. Customer shall at all times ensure that Customer Data does not infringe
        any third party intellectual property rights or violate any applicable laws or legislation.
        Customer shall not upload any illegal, offensive, threatening, libellous, defamatory, or
        otherwise inappropriate data to the Service. For clarity, AINIRO.IO is not responsible and
        shall
        not be held liable for any Customer Data, nor does it endorse any opinion contained in any
        Customer Data. Aside from the rights specifically granted herein, Customer retains ownership
        of all rights, including intellectual property rights, in the Customer Data.
    </p>

    <h3>Data processing</h3>

    <p>
        In order to provide the Service, AINIRO.IO may process personal data on behalf of the Customer
        as
        a data processor for the purposes of providing the Service. AINIRO.IO processes certain
        personal
        data also as a data controller. Such personal data includes, inter alia, data of the
        Customer's contact persons, invoicing details and other personal data of Customer's contact
        persons which AINIRO.IO processes in order to maintain the customer relationship. The
        requirements relating to the personal data AINIRO.IO processes as data controller are set out
        in
        our Privacy Policy available on AINIRO.IO's website under the domain ainiro.io. In this
        section, “Personal Data” refers to
        any information relating to an identified or identifiable natural person the Customer enters
        into the Service and AINIRO.IO processes on behalf of the Customer in the course and within the
        scope of providing the Services. In connection with the use of the Service, the Customer may
        transfer various data to AINIRO.IO for processing on behalf of the Customer. Such data might
        include Personal Data. The Customer shall be considered as the sole data controller and
        AINIRO.IO as the sole data processor with respect to such data. The following terms and
        conditions set forth in this section concern the data processing activities of AINIRO.IO as a
        data processor with respect to the Personal Data it processes on behalf of the Customer.
    </p>

    <h3>General requirements relating to processing of Personal Data</h3>
    
    <p>
        The Customer shall be responsible for the lawful collection, processing and use, and for the
        accuracy of the Personal Data, as well as for preserving the rights of the individuals
        concerned. If and to the extent legally required, the Customer shall inform the individuals
        concerned regarding the processing of their Personal Data by AINIRO.IO, and shall obtain their
        consent if necessary. The Personal Data processed by AINIRO.IO on behalf of the Customer may
        include e.g. Personal Data of the Customer's employees and end-customers, such as contact
        details of the aforementioned data subjects. The Customer acknowledges that due to the
        nature of the Service, AINIRO.IO cannot control and has no obligation to verify Personal Data
        the Customer transfers to AINIRO.IO for processing on behalf of the Customer when the Customer
        uses the Service. The Customer ensures that the Customer is entitled to transfer the
        Personal Data to AINIRO.IO so that AINIRO.IO may lawfully process the Personal Data on
        behalf of the
        Customer in accordance with this Agreement. AINIRO.IO shall not use Personal Data for any
        purpose other than that of rendering and providing the Service and will not assert liens or
        other rights over, or sell or disclose the Personal Data to any third parties, without the
        Customer's prior written approval. AINIRO.IO shall process Personal Data in accordance with
        this
        Agreement and documented instructions from the Customer. The Customer's instructions must be
        commercially reasonable, compliant with applicable data protection laws and consistent with
        this Agreement. AINIRO.IO shall not be obliged to verify whether any instructions given by the
        Customer are consistent with applicable laws, as the Customer is responsible for such
        compliance verification of its instructions. However, if AINIRO.IO detects that any instruction
        given by the Customer is noncompliant with the requirements of any data protection
        legislation applicable to AINIRO.IO's operations, AINIRO.IO shall inform the Customer in
        writing.
        AINIRO.IO and the Customer shall comply with the EU Regulation 2016/679 on the protection of
        natural persons with regard to the processing of personal data and on the free movement of
        such data (“Regulation”) and any applicable European or foreign data protection laws as
        amended, as well as data protection authorities' orders and guidelines. AINIRO.IO and the
        Customer shall implement and maintain appropriate technical and organisational security
        measures to protect the Personal Data within their area of responsibility, in order to
        safeguard the Personal Data against unauthorised or unlawful processing or access and
        against accidental loss, destruction or damage. Such measures include where necessary and
        appropriate, taking into account the state of the art, the costs of implementation and the
        nature, scope, context and purposes of processing as well as the risk of varying likelihood
        and severity for the rights and freedoms of natural persons the following measures:
    </p>

    <ul>

        <li>access right controls to systems containing Personal Data;</li>

        <li>the pseudonymisation and encryption of Personal Data;</li>

        <li>
            the ability to ensure the ongoing confidentiality, integrity, availability and
            resilience of processing systems and services;
        </li>

        <li>
            the ability to restore the availability and access to Personal Data in a timely manner
            in the event of a physical or technical incident;
        </li>

        <li>
            a process for regularly testing, assessing and evaluating the effectiveness of technical
            and organisational measures for ensuring the security of the processing.
        </li>

    </ul>

    <h3>AINIRO.IO's assistance obligations</h3>

    <p>
        To respond to requests from individuals exercising their rights as foreseen in applicable
        data protection law, such as the right of access and the right to rectification or erasure,
        the Customer shall primarily use the corresponding functions of the Services, such as the
        AINIRO.IO HUB. AINIRO.IO shall provide the Customer with commercially reasonable
        assistance, without
        undue delay, taking into account the nature of the processing. AINIRO.IO shall further provide
        the Customer with commercially reasonable assistance in ensuring compliance with the
        Customer's obligations to perform security and data protection assessments, breach
        notifications and prior consultations of the competent supervisory authority, as set out in
        the applicable data protection law, taking into account the nature of the processing and the
        information available to AINIRO.IO. In case such assistance requires extensive measures from
        AINIRO.IO, the Customer shall pay additional reasonable remuneration to AINIRO.IO for
        handling such
        assistance requests. In addition, AINIRO.IO shall, and shall procure that its personnel
        (including its subcontractors' personnel) shall:
    </p>

    <ul>

        <li>
            only process Personal Data in accordance with the Customer's written instructions and
            not for AINIRO.IO's own purposes;
        </li>

        <li>
            ensure that individuals processing Personal Data have committed themselves to
            confidentiality or are under an appropriate statutory obligation of confidentiality.
        </li>

    </ul>

    <h3>Transfers of Personal Data</h3>

    <p>
        The Customer accepts that AINIRO.IO may have Personal Data processed and accessible by its
        subprocessors outside the Customer's country of domicile to provide the Service. In case the
        processing is subject to any EU data protection law and Personal Data is transferred from
        the European Economic Area (“EEA”) to a subprocessor for processing in any country outside
        the EEA that is not recognised by the European Commission as providing an adequate level of
        protection for personal data, AINIRO.IO provides for appropriate safeguards by standard
        contractual clauses, adopted or approved by the European Commission and applicable to the
        processing by the nonEEA subprocessor or by any other appropriate safeguard as foreseen
        under Regulation.
    </p>

    <h3>Audits</h3>

    <p>
        The Customer shall have the right to audit the facilities and processing activities of AINIRO.IO
        under this Agreement to examine the level of protection and security provided for Personal
        Data processed under this Agreement and to assess the compliance of AINIRO.IO with the terms
        and
        conditions relating to Personal Data set out herein. Each Party shall bear its own costs for
        any such audit. Where an audit may lead to the disclosure of business or trade secrets of
        AINIRO.IO or threaten intellectual property rights of AINIRO.IO, the Customer shall employ
        an
        independent expert to carry out the audit, and the expert shall agree to be bound to
        confidentiality to AINIRO.IO's benefit.
    </p>

    <h3>Subprocessors</h3>

    <p>
        General authorisation. The Customer gives its general authorisation to allow AINIRO.IO to
        involve
        AINIRO.IO's affiliated companies and other subcontractors as subprocessors to process Personal
        Data in connection with the provision of the Service, to the extent such appointment does
        not lead to noncompliance with any applicable law or AINIRO.IO's obligations under this
        Agreement. AINIRO.IO ensures that the involved subprocessors are properly qualified, will be
        under a data processing agreement with AINIRO.IO, and comply with data processing obligations
        similar to the ones which apply to AINIRO.IO under this Agreement. AINIRO.IO shall be
        liable towards
        the Customer for the processing of Personal Data carried out by AINIRO.IO's subprocessors.
    </p>

    <h3>Change of subprocessor</h3>

    <p>
        AINIRO.IO is free to choose and change its subprocessors. Upon request, AINIRO.IO shall
        inform the
        Customer of subprocessors currently involved. In case there is a later change of
        subprocessor (addition or replacement), AINIRO.IO shall notify the Customer of such change. In
        case the Customer objects such change of subprocessor on reasonable grounds, the Customer
        has the right to request change of the subprocessor. If AINIRO.IO is not willing to change the
        subprocessor the Customer has objected, the Customer shall have the right to terminate the
        Service and this Agreement.
    </p>

    <h3>Breaches</h3>

    <p>
        AINIRO.IO shall, without undue delay after having become aware of it, inform the Customer in
        writing about any data breaches relating to Personal Data and any other events where the
        security of Personal Data processed on behalf of the Customer has been compromised. AINIRO.IO's
        notification about the breach to the Customer shall include at least the following:
    </p>

    <ul>

        <li>description of the nature of the breach;</li>

        <li>
            name and contact details of AINIRO.IO's contact point where more information can be
            obtained;
        </li>

        <li>
            description of the measures taken by AINIRO.IO to address the breach, including, where
            appropriate, measures to mitigate its possible adverse effects.
        </li>

    </ul>

    <h3>Deletion and return of Personal Data</h3>

    <p>
        AINIRO.IO shall not take any action to intentionally erase any Personal Data processed on behalf
        of the Customer, without the Customer's explicit request. Personal Data shall be processed
        under this Agreement until the Customer has ceased to use the Service. Within a reasonable
        time after the termination or expiry of this Agreement, or after the Customer has
        permanently ceased to use the Service, AINIRO.IO shall permanently delete Personal Data from
        its
        storage media, except to the extent that AINIRO.IO is under a statutory obligation to continue
        storing such Personal Data. On the Customer's request, AINIRO.IO shall confirm the deletion in
        writing. The obligation to delete Personal Data shall not apply to Personal Data contained
        in regular back-up copies of comprehensive datasets from which the individual deletion of
        Personal Data would not be possible without significant efforts or costs.
    </p>

    <h3>Intellectual Property Rights</h3>

    <p>
        All intellectual property rights to and in the Service as well as intellectual property
        rights pertaining thereto, are exclusive property of AINIRO.IO or its licensors with all rights
        reserved. All intellectual property rights to the content uploaded into the Service by or on
        behalf of the Customer will remain the exclusive property of the Customer or its licensors.
        All intellectual property rights relating to the provision of the Services, including
        suggestions for improvements made by the Customer, will remain the exclusive property of
        AINIRO.IO or its licensors.
    </p>

    <h3>Limited Warranty</h3>

    <p>
        AINIRO.IO will offer service level compensations to the Customer in accordance with the SLA. In
        all other respects the Service is provided on “as-is” and “as-available” basis, and AINIRO.IO
        will not give the Customer any warranty or guarantee, express or implied, for the Service,
        including but without limitation to warranties of merchantability, fitness for any
        particular purpose, performance, or noninfringement. The parties expressly note that the
        Service is not designed to be error-free or uninterrupted and therefore they are neither
        intended nor fit for purposes that require fail-safe performance.
    </p>

    <h3>Limited Liability</h3>

    <p>
        AINIRO.IO will not be liable for indirect damage or consequential damages caused to the
        Customer.
        AINIRO.IO's total aggregate liability under or in connection with this Agreement shall be
        limited to the aggregate Service Fee paid by the Customer for the Service for the last six
        (6) months preceding the occurrence for which damages are claimed. These limitations will
        not apply to damage caused by wilful misconduct or gross negligence. In order to be valid
        and enforceable, all claims for damages must be made within 30 days from the date the damage
        was or should reasonably have been noticed by the Customer.
    </p>

    <h3>Assignment and Third-Party Benefits</h3>

    <p>
        AINIRO.IO may assign the Agreement in whole or in part to another group company or in connection
        with the trade sale which includes the provision of the Service. The Customer may assign the
        Agreement to a third party with AINIRO.IO's prior written consent which AINIRO.IO will not
        unreasonably withhold. The Agreement will not create any third-party beneficiary rights in
        any third party.
    </p>

    <h3>Temporary Suspension</h3>

    <p>
        If the Customer has breached the provisions of the Agreement or AINIRO.IO has justifiable
        reasons
        to believe such a breach exists, AINIRO.IO may temporarily suspend the provision of the
        Service.
    </p>

    <h3>Termination for Convenience</h3>

    <p>
        The Customer may terminate the Agreement for any reason by issuing 5 days written notice to
        AINIRO.IO. Any payment made will not be refunded, but the subscription will be cancelled.
        AINIRO.IO may terminate the Agreement for any reason by issuing 30 days written notice to
        the Customer.
    </p>

    <h3>Termination for Cause</h3>

    <p>
        Either Party may terminate the Agreement with immediate effect if the other Party has
        materially breached the provisions of the Agreement.
    </p>

    <h3>Transition Service</h3>

    <p>
        AINIRO.IO will provide the Customer with transition services in order to enable the Customer to
        transfer the Customer Data to another service provider. The Customer must order the
        transition services before the termination of the Agreement. The description of the
        transition services and applicable prices are provided on AINIRO.IO's website under the domain
        ainiro.io.
    </p>

    <h3>Entire Agreement and Amendments</h3>

    <p>
        The Agreement constitutes the entire agreement and supersedes all previous commitments
        between the parties in respect of the provision of the Service. All amendments to the
        Agreement must be made in writing. AINIRO.IO may modify this Agreement by notifying the
        Customer
        in writing, such as by e-mail or by posting a revised document version on AINIRO.IO's website.
        If AINIRO.IO considers that a revision will have a material effect on the Agreement, Arta
        Marketing will
        notify the Customer at least 30 days before the revision will be effected and reserve the
        Customer a possibility to terminate the Agreement.
    </p>

    <h3>Non-Waiver</h3>

    <p>
        A failure by either Party to enforce any provision of the Agreement will not be deemed to
        constitute a present or future waiver of such provision. All waivers must be made in
        writing.
    </p>

    <h3>Force Majeure</h3>

    <p>
        Force Majeure is an event that prevents, or makes unduly difficult, the performance of the
        Service or the fulfilment of the provisions of the Agreement, such as war, rebellion,
        natural catastrophe, general interruption in energy distribution or telecommunications,
        fire, strike, embargo, or another equally significant and unforeseen event independent of
        the parties. Each Party shall be entitled to suspend its duties without liability thereof in
        case of Force Majeure affecting the Party either directly or through its subcontractor.
    </p>

    <h3>Severability</h3>

    <p>
        Should any provision of the Agreement be declared unenforceable by a court of competent
        jurisdiction, the remaining provisions of the Agreement will remain in full force and effect
        to the fullest extent permitted by law. The Parties shall attempt through negotiation in
        good faith to replace the unenforceable provision with such provisions that correspond as
        closely as possible to the original intention of the Parties.
    </p>

    <h3>Governing Law and Arbitration</h3>

    <p>
        The Agreement will be governed by the substantive laws of Cyprus, with the
        exception of any conflict of law principles. Any and all disputes, which the Parties fail to
        settle amicably, arising out of or relating to the Agreement will be finally settled by
        arbitration in English language.
    </p>

</mat-dialog-content>

<mat-dialog-actions align="end">

    <button
        mat-flat-button
        color="primary"
        [mat-dialog-close]="true">
        Close
    </button>

</mat-dialog-actions>